SEC Comment Letter for MM2 GROUP, INC. (CIK 0001141500) — Nov 3, 2005
MM2 GROUP, INC. (CIK 0001141500)
Date: Nov. 3, 2005 · CIK: 0001141500 · Accession: 0000000000-05-055942
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November 3, 2005
Mail Stop 3561
Mr. Mark Meller
President and CEO
MM2 Group, Inc.
750 Route 34
Matawan, NJ 07747
Re: MM2 Group, Inc. (formerly Wien Group)
4.01 Form 8-K dated October 19, 2005
Filed October 25, 2005 and Amended October 26, 2005
File No. 0-50292
Dear Mr. Meller:
We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document in
response
to these comments. If you disagree, we will consider your
explanation as to why our comment is inapplicable or a revision is
unnecessary. Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with more
information so we may better understand your disclosure. After
reviewing this information, we may raise additional comments.
Feel
free to call us at the telephone numbers listed at the end of this
letter.
Please revise the disclosure in Item 4.01 to specifically state
whether during the registrant`s two most recent fiscal years and
any
subsequent interim period preceding the dismissal there were any
disagreements with the former accountant on any matter of
accounting
principles or practices, financial statement disclosure, or
auditing
scope or procedure, which disagreement(s), if not resolved to the
satisfaction of the former accountant, would have caused it to
make
reference to the subject matter of the disagreement(s) in
connection
with its reports. In the event of disagreement(s) and/or
reportable
event(s) Item 304(b) of Regulation S-B specifies additional
disclosures.
Please obtain and file and updated letter from the former
accountants
stating that they have read and agree with the revised disclosures
in
Item 4 regarding its change of accountants, or stating the
respects
in which they do not agree.
We urge all persons who are responsible for the accuracy and
adequacy
of the disclosure in the filing to be certain that the filing
includes all information required under the Securities Exchange
Act
of 1934 and that they have provided all information investors
require
for an informed investment decision. Since the company and its
management are in possession of all facts relating to a company`s
disclosure, they are responsible for the accuracy and adequacy of
the
disclosures they have made. In connection with responding to our
comments, please provide, in writing, a statement from the company
acknowledging that:
* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;
* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and
* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.
In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.
Please file your response letter and amendment via EDGAR
within
five business days after the date of this letter, or tell us when
you
will respond. Please contact the staff immediately if you require
longer than 5 business days to respond. Please furnish a cover
letter with your amendment that keys your responses to our
comments
and provides any requested information. Please understand that we
may have additional comments after reviewing your amendment and
responses to our comments.
If you have any questions, please call the undersigned at
(202)
551-3237.
Sincerely,
Maureen Bauer
Staff Accountant
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Mr. Mark Meller
MM2 Group, Inc.
November 3, 2005
Page 2
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0306
DIVISION OF
CORPORATION FINANCE
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